Form 4: MidWestOne Officer Reports Merger-Related Stock Disposition

Sentiment:

Insider Transaction Report


MidWestOne Financial Group's Chief Accounting Officer, John J. Ruppel, reported the disposition of all his company shares following the merger with Nicolet Bankshares, Inc. on February 13, 2026.

Summary

  • John J. Ruppel, Chief Accounting Officer of MidWestOne Financial Group, Inc. (MOFG), reported the disposition of his beneficial ownership in MOFG common stock.
  • The transactions occurred on February 13, 2026, coinciding with the merger of MOFG into Nicolet Bankshares, Inc. (NIC).
  • Pursuant to the merger agreement dated October 23, 2025, each outstanding share of MOFG Common Stock was converted into the right to receive 0.3175 of a share of NIC Common Stock.
  • Ruppel disposed of 637 shares of common stock at a price of $49.31 due to tax withholding related to restricted stock units (RSUs).
  • He also disposed of 2,916.659 shares of common stock held directly and 804.94 shares held indirectly in his 401(k) plan, as these were converted into NIC common stock.
  • All outstanding MOFG RSU Awards fully vested, were canceled, and converted into NIC Common Stock based on the exchange ratio, less applicable withholding taxes.
  • His beneficial ownership of MOFG common stock is now 0 shares directly and 0 shares indirectly.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a routine filing reporting the expected disposition of shares by an officer following a completed merger, with RSUs vesting as part of the transaction, indicating a successful conclusion to the corporate action.

Positives

  • The merger between MidWestOne Financial Group, Inc. and Nicolet Bankshares, Inc. has been successfully completed.
  • All outstanding MOFG RSU Awards held by the reporting person fully vested as part of the merger terms.

Negatives

  • The reporting person disposed of all his direct and indirect beneficial ownership in MidWestOne Financial Group, Inc. common stock due to the merger.

Future Outlook

The filing primarily reports a completed transaction resulting from a merger and does not provide forward-looking statements or guidance for the combined entity.

Industry Context

StockSavvy.ai notes this Form 4 reflects the finalization of a bank merger, a common trend in the financial services sector driven by consolidation pressures and the pursuit of economies of scale. Such transactions typically lead to the disposition of shares in the acquired entity and the acquisition of shares in the surviving entity by insiders.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Power of AttorneyJohn J. Ruppel granted a Power of Attorney on April 20, 2023, authorizing Kenneth R. Urmie, John J. Ruppel, and Celeste M. Yoder to execute and file SEC forms (including Forms 3, 4, 5, 144, 13D, 13G) on his behalf.04/20/2023Streamlines the process for insider reporting requirements, ensuring timely compliance with SEC regulations for the reporting person.

Stakeholder Impact

  • Shareholders of MidWestOne Financial Group, Inc. received shares of Nicolet Bankshares, Inc. common stock as a result of the merger.
  • Employees holding MOFG RSU Awards, such as the reporting person, saw their awards fully vest and convert into NIC common stock.

Key Dates

DateDescription
04/20/2023Date of Power of Attorney granted by John J. Ruppel to Kenneth R. Urmie, John J. Ruppel, and Celeste M. Yoder for SEC filings.
10/23/2025Date of the Agreement and Plan of Merger between MidWestOne Financial Group, Inc. and Nicolet Bankshares, Inc.
02/13/2026Effective Time of the merger between MidWestOne Financial Group, Inc. and Nicolet Bankshares, Inc., and the transaction date for stock dispositions.

Keywords

MidWestOne Financial Group, MOFG, Nicolet Bankshares, NIC, Merger, Acquisition, Form 4, Insider Transaction, Stock Disposition, Chief Accounting Officer, Bank Merger, Financial Services

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